HomeMy WebLinkAbout4.14 - 2566 ERP Consultants
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STAFF REPORT
CITY COUNCIL
DATE: April 16, 2019
TO: Honorable Mayor and City Councilmembers
FROM:
Christopher L. Foss, City Manager
SUBJECT:
Consulting Services Agreement for Selection Assistance and
Implementation of a New Enterprise Resource Planning System
Prepared by: Baksa, Jay, Financial Analyst
EXECUTIVE SUMMARY:
The City Council will consider selection of a consultant to assist with the selection of a
Enterprise Resource Planning (ERP) system. The City’s current ERP system was
implemented in Fiscal Year 2008-09 and is nearing the end of its 10-year lifespan. To
help the City select a vendor and transition to a new software, the City conducted a
Request for Proposals for consultant services throughout the project. The City recei ved
10 proposals, and based on the evaluation process, Staff is recommending the
selection of SDI Presence LLC.
STAFF RECOMMENDATION:
Adopt the Resolution Approving a Consulting Services Agreement with SDI Presence
LLC, for Selection Assistance and Implementation of an Enterprise Resource Planning
System.
FINANCIAL IMPACT:
The total cost of the services to be performed by SDI Presence LLC will not exceed
$266,525, which includes $20,125 in contingency for potential additional costs
associated with the implementation portion of the project. The Five-Year Capital
Improvement Program, adopted by the City Council in May 2018, includes $2.5 million
for Financial System Replacement (CIP No. GI0319). The project budget includes funds
for both consulting services and the purchase of the new software. Sufficient funds are
available within the project budget to cover the cost of the proposed consulting services
agreement.
DESCRIPTION:
The City’s Enterprise Resource Planning (ERP) system serves as the primary software
platform for Finance, Human Resources, Public Works, Community Development, and
all other core transactions. The current system was implemented in Fiscal Year 2008 -09
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and is nearing the end of its 10-year lifespan. Due to the complexity of the project the
City sought to engage a consulting firm with experience and expertise in ERP system
assessment, Request for Proposal (RFP) development, and software implementation.
On March 1, 2019, the City issued an RFP for consulting services for vendor selection
assistance and implementation of a new ERP system. The RFP was published on the
City’s website and sent to a list of 11 vendors compiled by members of the California
Society of Municipal Finance Officers. The City received 10 responding proposals,
representing a range of firm sizes and locations, and a range of proposed costs and
proposed hours for the project. Staff from the Administrative Services Department
evaluated the proposals.
Based on the written proposal review, two firms were invited to participate in a follow-up
interview. At the completion of the evaluation process, Staff selected SDI Presence LLC
(SDI), based out of the Sacramento Area. SDI has extensive experience in this field,
having worked on similar projects with the cities of San Ramon, Fremont and Alameda,
among others.
It is estimated that once the City engages SDI, it will take between five and six months
to select a software vendor. Once the vendor is under contract , the length of time to
implement the system can vary significantly due to multiple factors such as software
customization, data conversion, staff training, testing, and support. Due to the
uncertainty of the implementation timeframe, the proposed agreement with SDI is for a
term of three years with the option of a one-year extension. In addition, Staff is
recommending a contingency of $20,125 be added for potential unforeseen costs
throughout the project.
STRATEGIC PLAN INITIATIVE:
Strategy 3 - Pursue efforts to help strengthen the City's infrastructure and technology.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
None.
ATTACHMENTS:
1. Resolution Approving a Consulting Services Agreement with SDI Presence LLC for
Selection Assistance and Implementation of an Enterprise Resource Planning System
2. Exhibit A to the Resolution - Consulting Services Agreement Between the City of
Dublin and SDI Presence LLC
RESOLUTION NO. XXX-19
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
**************
APPROVING A CONSULTING SERVICES AGREEMENT
WITH SDI PRESENCE LLC FOR SELECTION ASSISTANCE AND
IMPLEMENTATION OF AN ENTERPRISE RESOURCE PLANNING SYSTEM
WHEREAS, the City of Dublin plans to replace the current Enterprise
Resource Planning (ERP) system that is nearing the end of its 10-year lifespan; and
WHEREAS, Capital Improvement Program Project GI0319 – Financial
System Replacement, has allocated funding for the procurement of a replacement
system; and
WHEREAS, the City issued a Request for Proposals for consulting
services and received eight responses; and
WHEREAS, Staff evaluated the responses, interviewed two of the
responding firms, and determined that the proposed scope of services and approach
presented by SDI Presence LLC, most closely related to the City’s needs; and
WHEREAS, SDI Presence LLC has extensive experience performing the
services required; and
WHEREAS, SDI Presence LLC will perform the work outlined in the
Scope of Services and according to the Fee Schedule, included in the Consulting
Services Agreement; and
WHEREAS, Staff recommends allocating $20,125 in contingency funds
for additional costs associated with the implementation of the new ERP system; and
NOW THEREFORE, BE IT RESOLVED that the City Council of the City of
Dublin does hereby authorize the City Manage r to execute the agreement (attached
hereto as Exhibit A) with SDI Presence LLC, in an amount not to exceed $266,525 for a
three-year period, with the option for a one-year extension.
PASSED, APPROVED AND ADOPTED
AYES:
NOES:
ABSENT:
ABSTAIN:
______________________________
RESOLUTION NO. XXX-19
Mayor
ATTEST:
_________________________________
City Clerk
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBLIN AND
SDI PRESENCE LLC
THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City") and SDI
Presence LLC ("Consultant") (together sometimes referred to as the "Parties") as of April 16, 2019 (the
"Effective Date").
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and place
and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this
Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on April 15, 2022, the date of completion specified in Exhibit A, and Consultant shall
complete the work described in Exhibit A on or before that date, unless the term of the
Agreement is otherwise terminated or extended, as provided for in Section 8. The time
provided to Consultant to complete the services required by this Agreement shall not affect
the City's right to terminate the Agreement, as referenced in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any time
during the term of this Agreement, desires the reassignment of any such persons, Consultant
shall, immediately upon receiving notice from City of such desire of City, reassign such
person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance provided
in Subsection 1.2 above and to satisfy Consultant's obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant as per the compensation schedule
in Exhibit B, notwithstanding any contrary indications that may be contained in Consultant's proposal, for
services to be performed and reimbursable costs incurred under this Agreement. Notwithstanding the
foregoing, an additional $20,125 in contingency is available for additional costs listed under Task #6 in Exhibit
A, but only with the City Manager's prior approval. In the event of a conflict between this Agreement and
Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall
prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the
manner set forth herein. The payments specified below shall be the only payments from City to Consultant
for services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner
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specified herein. Except as specifically authorized by City in writing, Consultant shall not bill City for duplicate
services performed by more than one person.
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant's estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the
term of this Agreement, based on the cost for services performed and reimbursable costs
incurred prior to the invoice date. No individual performing work under this Agreement shall
bill more than 2,000 hours in a fiscal year unless approved, in writing, by the City Manager
or his/her designee. Invoices shall contain the following information:
■ Serial identifications of progress bills; i.e., Progress Bill No.1 for the first invoice, etc.;
■ The beginning and ending dates of the billing period;
■ A Task Summary containing the original contract amount, the amount of prior billings,
the total due this period, the balance available under the Agreement, and the percentage
of completion;
■ A copy of the applicable time entries or time sheets shall be submitted showing the
following:
o Daily logs of total hours worked by each individual performing work under
this Agreement
o Hours must be logged in increments of tenths of an hour or Quarter hour
o If this Agreement covers multiple projects, all hours must also be logged by
project assignment
o A brief description of the work, and each reimbursable expense
■ The total number of hours of work performed under the Agreement by Consultant and
each employee, agent, and subcontractor of Consultant performing services hereunder;
■ The Consultant's signature;
Consultant shall give separate notice to the City when the total number of hours worked
by Consultant and any individual employee, agent, or subcontractor of Consultant
reaches or exceeds 800 hours within a 12-month period under this Agreement and any
other agreement between Consultant and City. Such notice shall include an estimate
of the time necessary to complete work described in Exhibit A and the estimate of time
necessary to complete work under any other agreement between Consultant and City,
if applicable.
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2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City shall
have 30 days from the receipt of an invoice that complies with all of the requirements above
to pay Consultant.
2.3 [RESERVED]
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement.
In no event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement, unless
the Agreement is modified prior to the submission of such an invoice by a properly executed
change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the compensation schedule attached hereto as Exhibit B.
2.6 [RESERVED]
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets to verify costs incurred to that date.
19 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost
and expense, provide all facilities and equipment that may be necessary to perform the services required by
this Agreement. City shall make available to Consultant only the facilities and equipment listed in this section,
and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant's use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
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incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before fully executing this Agreement, Consultant, at its
own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance
listed below against claims for injuries to persons or damages to property that may arise from or in connection
with the performance of the work hereunder by the Consultant and its agents, representatives, employees,
and subcontractors. Consistent with the following provisions, Consultant shall provide proof satisfactory to
City of such insurance that meets the requirements of this section and under forms of insurance satisfactory
in all respects, and that such insurance is in effect prior to beginning work. Consultant shall maintain the
insurance policies required by this section throughout the term of this Agreement. The cost of such insurance
shall be included in the Consultant's bid or proposal. Consultant shall not allow any subcontractor to
commence work on any subcontract until Consultant has obtained all insurance required herein for the
subcontractor(s) and provided evidence to City that such insurance is in effect. VERIFICATION OF THE
REQUIRED INSURANCE SHALL BE SUBMITTED AND MADE PART OF THIS AGREEMENT PRIOR TO
EXECUTION. Consultant shall maintain all required insurance listed herein for the duration of this
Agreement.
4.1 Workers' Compensation.
4.1.1 General Requirements. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability Insurance for
any and all persons employed directly or indirectly by Consultant. The Statutory
Workers' Compensation Insurance and Employer's Liability Insurance shall be
provided with limits of not less than $1,000,000 per accident. In the alternative,
Consultant may rely on a self-insurance program to meet these requirements, but
only if the program of self-insurance complies fully with the provisions of the
California Labor Code. Determination of whether a self-insurance program meets
the standards of the California Labor Code shall be solely in the discretion of the
Contract Administrator.
The Workers' Compensation policy shall be endorsed with a waiver of subrogation
in favor of the entity for all work performed by the Consultant, its employees, agents,
and subcontractors.
4.1.2 Submittal Requirements. To comply with Subsection 4.1, Consultant shall submit
the following:
a. Certificate of Liability Insurance in the amounts specified in the section; and
b. Waiver of Subrogation Endorsement as required by the section.
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4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General Requirements. Consultant, at its own cost and expense, shall maintain
commercial general liability insurance for the term of this Agreement in an amount
not less than $1,000,000 and automobile liability insurance for the term of this
Agreement in an amount not less than $1,000,000 per occurrence, combined single
limit coverage for risks associated with the work contemplated by this Agreement. If
a Commercial General Liability Insurance or an Automobile Liability form or other
form with a general aggregate limit is used, either the general aggregate limit shall
apply separately to the work to be performed under this Agreement or the general
aggregate limit shall be at least twice the required occurrence limit. Such coverage
shall include but shall not be limited to, protection against claims arising from bodily
and personal injury, including death resulting therefrom, and damage to property
resulting from activities contemplated under this Agreement, including the use of
owned and non -owned automobiles.
4.2.2 Minimum Scope of Coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 (most recent edition) covering comprehensive General Liability on an
"occurrence" basis. Automobile coverage shall be at least as broad as Insurance
Services Office Automobile Liability form CA 0001, Code 1 (any auto). No
endorsement shall be attached limiting the coverage.
4.2.3 Additional Requirements. Each of the following shall be included in the insurance
coverage or added as a certified endorsement to the policy:
a. The Insurance shall cover on an occurrence or an accident basis, and not
on a claims -made basis.
b. City, its officers, officials, employees, and volunteers are to be covered as
additional insureds as respects: liability arising out of work or operations
performed by or on behalf of the Consultant; or automobiles owned, leased,
hired, or borrowed by the Consultant.
C. Consultant hereby agrees to waive subrogation which any insurer or
contractor may require from vendor by virtue of the payment of any loss.
Consultant agrees to obtain any endorsements that may be necessary to
effect this waiver of subrogation.
d. For any claims related to this Agreement or the work hereunder, the
Consultant's insurance coverage shall be primary insurance as respects the
City, its officers, officials, employees, and volunteers. Any insurance or self-
insurance maintained by the City, its officers, officials, employees, or
volunteers shall be excess of the Consultant's insurance and shall not
contribute with it.
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4.2.4 Submittal Requirements. To comply with Subsection 4.2, Consultant shall submit
the following:
a. Certificate of Liability Insurance in the amounts specified in the section;
b. Additional Insured Endorsement as required by the section;
C. Waiver of Subrogation Endorsement as required by the section; and
d. Primary Insurance Endorsement as required by the section.
4.3 Professional Liability Insurance.
4.3.1 General Requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for licensed
professionals performing work pursuant to this Agreement in an amount not less
than $2,000,000 covering the licensed professionals' errors and omissions. Any
deductible or self -insured retention shall not exceed $150,000 per claim.
4.3.2 Claims -Made Limitations. The following provisions shall apply if the professional
liability coverage is written on a claims -made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided
for at least 5 years after completion of the Agreement or the work, so long
as commercially available at reasonable rates.
C. If coverage is canceled or not renewed and it is not replaced with another
claims -made policy form with a retroactive date that precedes the date of
this Agreement, Consultant shall purchase an extended period coverage
for a minimum of 5 years after completion of work under this Agreement.
d. A copy of the claim reporting requirements must be submitted to the City
for review prior to the commencement of any work under this Agreement.
4.3.3 Additional Requirements. ' A certified endorsement to include contractual liability
shall be included in the policy.
4.3.4 Submittal Requirements. To comply with Subsection 4.3, Consultant shall submit
the Certificate of Liability Insurance in the amounts specified in the section.
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4.4 All Policies Requirements.
4.4.1 Acceptability of Insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of Coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all Certificates of Liability
Insurance delivered to Consultant by the insurer, including complete copies of all
endorsements attached to the policies. All copies of Certificates of Liability
Insurance and certified endorsements shall show the signature of a person
authorized by that insurer to bind coverage on its behalf. If the City does not receive
the required insurance documents prior to the Consultant beginning work, it shall
not waive the Consultant's obligation to provide them. The City reserves the right
to require complete copies of all required insurance policies at any time.
4.4.3 Deductibles and Self -Insured Retentions. Consultant shall disclose to and obtain
the written approval of City for the self -insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement. At
the option of the City, either: the insurer shall reduce or eliminate such deductibles
or self -insured retentions as respects the City, its officers, employees, and
volunteers; or the Consultant shall provide a financial guarantee satisfactory to the
City guaranteeing payment of losses and related investigations, claim administration
and defense expenses.
4.4.4 Wasting Policies. No policy required by this Section 4 shall include a "wasting"
policy limit (i.e. limit that is eroded by the cost of defense).
4.4.5 Endorsement Requirements. Each insurance policy required by Section 4 shall
be endorsed to state that coverage shall not be canceled by either party, except
after 30 days' prior written notice has been provided to the City.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide or
maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant's breach:
■ Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
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■ Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
■ Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Refer to the attached
Exhibit C, which is incorporated herein and made a part of this Agreement.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the right
to control Consultant only insofar as the results of Consultant's services rendered pursuant
to this Agreement and assignment of personnel pursuant to Subsection 1.3; however,
otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all
claims to, any compensation, benefit, or any incident of employment by City, including but
not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent.
Consultant shall have no authority, express or implied, pursuant to this Agreement to bind
City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws and regulations applicable to the performance of the work hereunder, including but
not limited to, the California Building Code, the Americans with Disabilities Act, and any
copyright, patent or trademark law. Consultant's failure to comply with any law(s) or
regulation(s) applicable to the performance of the work hereunder shall constitute a breach
of contract.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors shall
comply with all applicable rules and regulations to which City is bound by the terms of such
fiscal assistance program.
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7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and its
employees, agents, and any subcontractors have all licenses, permits, qualifications, and
approvals of whatsoever nature that are legally required to practice their respective
professions. Consultant represents and warrants to City that Consultant and its employees,
agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times
during the term of this Agreement any licenses, permits, and approvals that are legally
required to practice their respective professions. In addition to the foregoing, Consultant
and any subcontractors shall obtain and maintain during the term of this Agreement valid
Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person's race, sex, gender, religion (including religious dress and grooming
practices), national origin, ancestry, physical or mental disability, medical condition
(including cancer and genetic characteristics), marital status, age, sexual orientation, color,
creed, pregnancy, genetic information, gender identity or expression, political affiliation or
belief, military/veteran status, or any other classification protected by applicable local, state,
or federal laws (each a "Protected Characteristic"), against any employee, applicant for
employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or
applicant for any services or programs provided by Consultant under this Agreement.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement upon 30 days' written notice to City and shall include
in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of termination; City, however, may condition payment of such
compensation upon Consultant delivering to City any or all documents, photographs,
computer software, video and audio tapes, and other materials provided to Consultant or
prepared by or for Consultant or the City in connection with this Agreement.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this Agreement.
Similarly, unless authorized by the Contract Administrator, City shall have no obligation to
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reimburse Consultant for any otherwise reimbursable expenses incurred during the
extension period.
Notwithstanding the foregoing, the City Manager is authorized to approved one (1) one-year
extension to this agreement. Any extension shall not change the remaining terms and
conditions, including compensation as set forth in Exhibit B.
8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the
Parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant's unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not subcontract any portion of the
performance contemplated and provided for herein, other than to the subcontractors noted
in the proposal, without prior written approval of the Contract Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions
of this Agreement allocating liability between City and Consultant shall survive the
termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City's remedies shall include, but are not limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished
by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work described
in Exhibit A that is unfinished at the time of breach and the amount that City would
have paid Consultant pursuant to Section 2 if Consultant had completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. All reports, data, maps, models,
charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records,
files, or any other documents or materials, in electronic or any other form, that Consultant
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prepares or obtains pursuant to this Agreement and that relate to the matters covered
hereunder shall be the property of the City. Consultant hereby agrees to deliver those
documents to the City upon termination of the Agreement. It is understood and agreed that
the documents and other materials, including but not limited to those described above,
prepared pursuant to this Agreement are prepared specifically for the City and are not
necessarily suitable for any future or other use. City and Consultant agree that, until final
approval by City, all data, plans, specifications, reports and other documents are confidential
and will not be released to third parties without prior written consent of both Parties.
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of 3 years, or for any longer period required
by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Subsection 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of the
City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds $10,000.00, the Agreement shall be subject to the
examination and audit of the State Auditor, at the request of City or as part of any audit of
the City, for a period of 3 years after final payment under the Agreement.
Section 10. MISCELLANEOUS PROVISIONS.
10.1 Attorneys' Fees. If a party to this Agreement brings any action, including an action for
declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party
shall be entitled to reasonable attorneys' fees in addition to any other relief to which that
party may be entitled. The court may set such fees in the same action or in a separate action
brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the Parties agree that trial of such action shall be vested exclusively in the state
courts of California in the County of Alameda or in the United States District Court for the
Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
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10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the Parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies
and other printed material on recycled paper to the extent it is available at equal or less cost
than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place Consultant
in a "conflict of interest," as that term is defined in the Political Reform Act, codified at
California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this Agreement
that would violate California Government Code Section 1090 et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous 12 months, an
employee, agent, appointee, or official of the City. If Consultant was an employee, agent,
appointee, or official of the City in the previous 12 months, Consultant warrants that it did
not participate in any manner in the forming of this Agreement. Consultant understands that,
if this Agreement is made in violation of California Government Code Section 1090 et seq.,
the entire Agreement is void and Consultant will not be entitled to any compensation for
services performed pursuant to this Agreement, including reimbursement of expenses, and
Consultant will be required to reimburse the City for any sums paid to the Consultant.
Consultant understands that, in addition to the foregoing, it may be subject to criminal
prosecution for a violation of California Government Code Section 1090 et seq., and, if
applicable, will be disqualified from holding public office in the State of California.
At City's sole discretion, Consultant may be required to file with the City a Form 700 to
identify and document Consultant's economic interests, as defined and regulated by the
California Fair Political Practices Commission. If Consultant is required to file a Form 700,
Consultant is hereby advised to contact the Dublin City Clerk for the Form 700 and directions
on how to prepare it.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by the City Manager
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
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10.10 Notices. Any written notice to Consultant shall be sent to:
SDI Presence LLC
Attn: David Gupta, CEO
200 E. Randolph Street., Suite 3550
Chicago, IL 60601
Any written notice to City shall be sent to:
City of Dublin
Aft: Colleen Tribby
100 Civic Plaza
Dublin, CA 94568
10.11 Integration. This Agreement, including the scope of work attached hereto and incorporated
herein as Exhibits A, B, and C represents the entire and integrated agreement between City
and Consultant and supersedes all prior negotiations, representations, or agreements, either
written or oral.
Exhibit A
Scope of Services
Exhibit B
Compensation Schedule & Reimbursable Expenses
Exhibit C
Indemnification
10.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
10.13 Certification per Iran Contracting Act of 2010. In the event that this contract is for
one million dollars ($1,000,000.00) or more, by Consultant's signature below Consultant
certifies that Consultant, and any parent entities, subsidiaries, successors or subunits of
Consultant are not identified on a list created pursuant to subdivision (b) of Section 2203 of
the California Public Contract Code as a person engaging in investment activities in Iran as
described in subdivision (a) of Section 2202.5, or as a person described in subdivision (b)
of Section 2202.5 of the California Public Contract Code, as applicable.
SIGNATURES ON FOLLOWING PAGE
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The Parties have executed this Agreement as of the Effective Date. The persons whose signatures appear
below certify that they are authorized to sign on behalf of the respective Party.
CITY OF DUBLIN
Christopher L. Foss, City Manager
Attest:
Caroline Soto, City Clerk
Approved as to Form:
City Attorney
3070368.1
SDI PRESENCE LLC
Sharee L. Wolff, CFO -�4�
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EXHIBIT A
SCOPE OF SERVICES
SCOPE OF SERVICES
The Scope of Services shall be inclusive of the Proposal Response provided by SDI Presence LLC to the
City of Dublin and Dated March 22, 2019 including the following Tasks:
Task #1— Project Management
1.1 Project Planning - The SDI Project Manager (PM) will meet on -site with the City's Project Sponsor and
other key staff to review the scope of work, project timeline, deliverables, project status methods, project
participants (i.e. sponsor, subject matter experts (SMEs), technical resources, etc.), and other items to ensure
a well -planned project. During this meeting, SDI will discuss the tools and templates that will be leveraged.
SDI will continue to provide project management services throughout the ERP procurement project. Project
management activities include, schedule and budget management, project meeting planning and facilitation,
and risk,- issue, and decision tracking.
Deliverable - Draft Project Plan (including timeline/schedule, communication and risk management plans,
status reports, and other plans as needed).
1.2 Kickoff Meeting — SDI will proactively communicate with impacted staff to ensure a clear understanding
of project goals and objectives, roles and responsibilities, approach, tasks, and timeline. If necessary, SDI is
prepared to conduct two project kickoff meetings, so that all City staff that will be involved in the project
participates in a project kickoff.
Deliverable - Kickoff Meeting Presentation
Task #2 — Assess
2.1 Request and Review Documentation - SDI will request documentation to familiarize themselves with
the current environment, processes, procedures, policies, transaction levels, organizational responsibilities,
reports, technical documentation, etc.
Deliverable — Documentation Request Listing
2.2 Conduct Needs Assessment Workshops - SDI will conduct face-to-face interviews (workshops) with
the City's functional SMEs in all impacted City departments. For the Finance Division interviews, the
workshops will occur at a functional level (i.e. general ledger, budget, fixed assets, accounts receivable,
inventory, purchasing, accounts payable, payroll, grant and project accounting, treasury, human resources,
etc.). For other City departments, a single workshop per department will provide the information necessary
to complete an analysis of potential ERP applicability for those department functions. From the
interviews/workshops, SDI will document current processes, practices, policies and procedures, and needs
related to the City's use of the ERP system. In addition, SDI will conduct an IT -specific workshop to obtain
infrastructure and system information, and requirements from City IT staff. In some cases, SDI may conduct
follow-up workshops and request that staff demonstrate work practices. The workshops will also explore
unmet needs and focus on identifying new features and functions that can improve the existing operations.
SDI will incorporate work products from previous tasks as the foundation for the Draft Needs
Assessment/Gap Analysis Report.
Deliverable - Draft Needs Assessment/Gap Analysis Report
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2.3 Develop Needs Assessment/Gap Analysis Report - SDI will work with the City to review and analyze
the draft Needs Assessment/Gap Report and will make revisions based on feedback from the City
Deliverable - Final Needs Assessment/Gap Analysis Report
2.4 Document Functional and Operational Requirements - SDI will utilize the information gathered during
Task 2.2 to document the City's existing and desired functional and operational requirements so that potential
vendors have a full understanding of the City's requirements. When necessary, SDI will recommend
requirements that will help ensure the City obtains the best fit solution.
Deliverable - Functional and Operational Requirements Document
2.5 Document Interfaces and Technical Requirement - SDI will identify potential required or desired
interfaces or integration opportunities between the ERP system and other city systems. As part of this task,
SDI will work with City staff to identify any interface standards that should be included in the RFP
Deliverable- Context Diagrams and Technical Requirements Document
2.6 Document Data Conversion Requirements -SDI will document the City's desired data conversion and
migration requirements so that potential vendors can include the costs and approach for completing the
conversion in their proposals. SDI will meet with the City's technical and business SMEs to identify and
document data migration and conversion requirements. SDI will provide consultation with regards to the pros
and cons of the possible approaches/strategies and provide recommendations.
Deliverable - Data Conversion Requirements Document
Task #3 — Publish
3.1 Prepare Draft RFP - SDI will prepare a draft RFP for review by the Project Stakeholders and identified
key staff. If the City has an existing preferred RFP template, SDI will conduct a review
and compare the City templates to SDI's proven RFP template. In addition, if necessary, SDI will meet with
the City's purchasing and/or legal resources to verify RFP terms and conditions. At a minimum, an RFP
should include the following components: purpose and objectives, background, evaluation criteria and
selection process, timeline, submission requirements (including forms and templates), RFP terms and
conditions, current environment descriptions, business and operations metrics (i.e. number of employees,
users, vendors, purchase orders, etc.), functional requirements, technical requirements and standards, and
pricing proposal submission requirements.
Deliverable — Draft RFP for review and discussion
3.2 Review Draft RFP with Stakeholders - After the staff has had the opportunity to review the RFP, SDI
will conduct a workshop to address any changes, questions, or concerns. The workshop will provide an
interactive forum to discuss the RFP content and to ensure a common understanding of the RFP content and
upcoming procurement processes.
Deliverable -Final RFP
3.3 Identify and Notify Potential Vendors - SDI will evaluate and compile a comprehensive list of public
sector ERP solution vendors that provide potential solutions. The list will include key information about each
vendor. SDI will review the listing with the City and assist the City in creating a notification message that can
be distributed via email.
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Deliverable - Vendor Listing and Contact Information
3.4 Release RFP - SDI will assist the City in preparing for and releasing the RFP. As part of this
task, SDI will create a Tracking Log of who has received the RFP.
Deliverable - Tracking Log
3.5 Develop Action Plan to Implement Solution - Based on the Needs Assessment/Gap Analysis Report
and the RFP, SDI will develop an Implementation Action Plan. This action plan will focus on prioritizing the
order and timing of implementing each module (e.g., Finance, HR, etc.), identifying City resources and time
required to support the implementation, and strategy to support City operations as well as project activities.
SDI will also consider needs and restrictions of the City. Items for consideration include, staff workload, City
fiscal requirements (e.g., budget planning, year-end activities, holidays, etc.), and other City initiatives (e.g.,
other implementations, reorg., etc.).
Deliverable - Implementation Action Plan
Task #4 — Select
4.1 Address Vendor Questions - SDI will assist the City in responding to vendor questions.
Deliverable - Vendor Question Responses
4.2 Prepare Evaluation Committee - SDI will work with the City to identify the evaluation team and prepare
an evaluator's packet that includes clear descriptions and direction of the evaluation methodology. The
packet will also include a scoring template to assist the evaluator in tabulating their results.
Deliverable - Evaluation Scoring Methodology and Matrix Template
4.3 Conduct Initial Screening of Proposals - SDI will conduct a screening evaluation of all proposals to
determine which vendors and proposals meet the mandatory RFP requirements and minimum qualifications.
Deliverable — Screening Results
4.4 Assist with Review and Scoring of Proposals - SDI will review proposals to identify issues, concerns,
questions, or clarifications that should be addressed, will provide this information to the evaluation team, and
be available to the evaluators for consultation. SDI will assist the City in arriving at a preliminary evaluation
scoring matrix that identifies a short list of preferred vendors.
Deliverable - Evaluation Scoring Matrix
4.5 Prepare for Proof -of Capabilities (POC) Sessions- SDI will develop the POC meeting agenda,
scenarios, and scripts for the City to review. In addition, SDI will facilitate interaction between the City and
the vendors to help ensure the vendor is adequately prepared to complete the POC.
Deliverable - POC Session Agenda and Scripts
4.6 Facilitate POC Sessions - SDI will facilitate the POC sessions to keep vendors on schedule and ensure
all POC scripts are completed. At the conclusion of each vendor POC session, SDI will facilitate a debrief
meeting with the evaluators to capture feedback and update the evaluation scoring matrix accordingly.
Deliverable - None
4.7 Assist with Finalist(s) Due Diligence - SDI will assist the City in planning for and completing reference
checks and site visits.
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Deliverable- None
4.8 Prepare Vendor Selection Report - SDI will draft a final Selection Report that outlines the process
followed and the results of the evaluation.
Deliverable - Vendor Selection Report
Task #5 — Negotiate
5.1 Research Prior Vendor Agreements - SDI will seek out and review available agreements, focusing on
identifying signed agreements with agencies that are of a similar size and complexity to provide a valuable
source of information to help a City prepare for negotiations. The review will include evaluating terms and
conditions, pricing, payment terms, milestones, and more.
Deliverable - None
5.2 Conduct Initial Agreement Review SDI will perform a review and provide feedback of the proposed
agreement templates. SDI will provide the City guidance and assistance on the agreement review to help
prepare for subsequent negotiations.
Deliverable — None
5.3 Facilitate Negotiation Strategy workshop SDI will facilitate a workshop with key City staff to develop
negotiation strategy. The workshop will focus on outstanding issues and questions, as well as areas of high
risk that need to be addressed.
Deliverable- Negotiation Strategy Document
5.4 Conduct Negotiation Meetings - SDI will assist the City in preparing for negotiation meetings and will
attend to support the City staff. SDI will take the lead in recording the minutes from the meetings to capture
outstanding items, next steps, and critical dates.
Deliverable — Final Agreement
5.5 Assist in Council Approval - SDI will be available to attend or participate in the City's presentation of
the vendor agreements to the City Council for approval.
Deliverable - City Council Meeting Attendance
Task #6 — Implement
6.1 Monitor Project Execution and Control - SDI will develop and publish a comprehensive project
management plan and associated tools to initiate and manage the project. SDI will monitor the project
execution using all the plans, schedules, procedures, and standards prepared for the project. This will include
ensuring that regular status reports are provided and discussed at project .review meetings with the Project
Sponsor and appropriate participants. These reviews will include performance measures for the completion
of tasks and activities in accordance with the project plan, communication plan, risk management plan, and
quality assurance plan.
Deliverable- Project Management Plans
6.2 Support Conversion Activities SDI will assist in defining conversion and testing requirements for items
that must be converted into the new system, including financial data from the existing system and in house
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developed applications (if any). SDI will also assist the City in developing a test/training environment which
will allow for separate testing of release software by City staff prior to production installation.
Deliverable - Conversion Requirements and Schedule
6.3 Support User Acceptance Testing - SDI will review the vendor's testing requirements and schedule, in
addition to verifying and validating acceptance test results for the new system.
Deliverable — None
6.4 Support Training and Documentation - SDI will assist the City in identifying training requirements and
creating schedules for both users and technical personnel.
Deliverable - Training Requirements and Schedule
6.5 Manage Change Orders - SDI will include the Change Order process in the Project Plan. SDI's project
manager will provide guidance and leadership for system changes during implementation and manage the
change order process.
Deliverable — None
6.6 Support Cutover Planning & Execution - SDI will oversee implementation of the new system, and we
require the vendor to aid with system administration, helpdesk, and on -site user support for each module
during the implementation phase.
Deliverable - Implementation and Cutover Report
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EXHIBIT B
COMPENSATION SCHEDULE & REIMBURSABLE EXPENSES
The following is the compensation schedule by project phase as described in the Scope of Services, not to
exceed $246,400.
Cost by Task
Tasks
Fee Type
Fee
Tasks #1- #5
Flat Fee
$62,650
Task #6
Not to exceed — Hourly rate
$183,750
Hourly Rates
The following rates are applicable to Task #6 and should the City require additional services that are
agreed to in writing prior to being performed.
Hourly Rate - $175
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EXHIBIT C
INDEMNIFICATION
Consultant shall indemnify, defend with counsel acceptable to City, and hold harmless City and its officers,
elected officials, employees, agents and volunteers from and against any and all liability, loss, damage,
claims, expenses, and costs (including without limitation, attorney's fees and costs and fees of litigation)
(collectively, "Liability") of every nature arising out of or in connection with Consultant's negligent acts or
omissions or willful misconduct in its performance of the services called for or its failure to comply with any
of its obligations contained in this Agreement, except such Liability caused by the sole negligence or willful
misconduct of City.
Notwithstanding the forgoing, to the extent this Agreement is a "construction contract" as defined by California
Civil Code Section 2782, as may be amended from time to time, such duties of Consultant to indemnify shall
not apply when to do so would be prohibited by California Civil Code Section 2782.
The Consultant's obligation to defend and indemnify shall not be excused because of the Consultant's
inability to evaluate Liability or because the Consultant evaluates Liability and determines that the Consultant
is not liable to the claimant. The Consultant must respond within 30 days to the tender of any claim for
defense and indemnity by the City. If the Consultant fails to accept or reject a tender of defense and indemnity
within 30 days, in addition to any other remedy authorized by law, so much of the money due the Consultant
under and by virtue of this Agreement as shall reasonably be considered necessary by the City, may be
retained by the City until disposition has been made of the claim or suit for damages, or until the Consultant
accepts or rejects the tender of defense, whichever occurs first.
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